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Accolade, Inc. (ACCD)

NasdaqGS - NasdaqGS Real Time Price. Currency in USD
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47.83+0.47 (+0.99%)
At close: 4:00PM EDT

47.83 0.00 (0.00%)
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Neutralpattern detected
Previous Close47.36
Open47.42
Bid47.78 x 800
Ask50.97 x 1100
Day's Range47.15 - 48.34
52 Week Range0.55 - 65.25
Volume317,709
Avg. Volume1,054,846
Market Cap2.8B
Beta (5Y Monthly)N/A
PE Ratio (TTM)N/A
EPS (TTM)N/A
Earnings DateMar 23, 2021
Forward Dividend & YieldN/A (N/A)
Ex-Dividend DateN/A
1y Target Est58.70
  • Accolade Announces Pricing of $250 Million Convertible Senior Notes Offering
    GlobeNewswire

    Accolade Announces Pricing of $250 Million Convertible Senior Notes Offering

    SEATTLE, March 25, 2021 (GLOBE NEWSWIRE) -- Accolade, Inc. (Nasdaq: ACCD) (“Accolade”) announced the pricing of $250 million aggregate principal amount of 0.50% convertible senior notes due 2026 (the “Notes”) in a private placement (the “offering”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Accolade also granted the initial purchasers of the Notes an option to purchase, within a 13-day period beginning on, and including, the date on which the Notes are first issued, up to an additional $37.5 million aggregate principal amount of the Notes. The sale of the Notes is expected to close on March 29, 2021, subject to customary closing conditions. The Notes will be general unsecured obligations of Accolade and will accrue interest payable semiannually in arrears on April 1 and October 1 of each year, beginning on October 1, 2021, at a rate of 0.50% per year. The Notes will mature on April 1, 2026, unless earlier converted, redeemed or repurchased. The initial conversion rate will be 19.8088 shares of Accolade’s common stock per $1,000 principal amount of Notes (equivalent to an initial conversion price of approximately $50.48 per share of Accolade’s common stock). The initial conversion price of the Notes represents a premium of approximately 32.5% over the last reported sale price of Accolade’s common stock on March 24, 2021. The Notes will be convertible into cash, shares of Accolade’s common stock or a combination of cash and shares of Accolade’s common stock, at Accolade’s election. Accolade may redeem for cash all or any portion of the Notes (subject to a partial redemption limitation), at its option, on or after April 6, 2024 if the last reported sale price of Accolade’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which Accolade provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which Accolade provides notice of redemption, at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If Accolade undergoes a “fundamental change” (as defined in the indenture governing the Notes), subject to certain conditions and exceptions, noteholders may require Accolade to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, following certain corporate events that occur prior to the maturity date or if Accolade delivers a notice of redemption, Accolade will, in certain circumstances, increase the conversion rate for a noteholder who elects to convert its Notes in connection with such a corporate event or convert its Notes called (or deemed called) for redemption in connection with such notice of redemption, as the case may be. Accolade estimates that the net proceeds from this offering will be approximately $242.4 million (or approximately $278.9 million if the initial purchasers exercise their option to purchase additional Notes in full), after deducting the initial purchasers’ discount and estimated expenses payable by Accolade. Accolade also expects to use approximately $30.0 million of the net proceeds from this offering to pay the costs of the capped call transactions described below. If the option to purchase additional Notes is exercised by the initial purchasers in full, Accolade expects to use approximately $4.5 million of the net proceeds from the sale of such additional Notes to enter into additional capped call transactions. Accolade expects to use the remainder of the net proceeds for general corporate purposes, including working capital, operating expenses, capital expenditures, acquisitions and strategic investments. In connection with the pricing of the Notes, Accolade entered into capped call transactions with one or more of the initial purchasers and/or their respective affiliates and another financial institution (the “option counterparties”). The capped call transactions will cover, subject to customary adjustments, the number of shares of Accolade’s common stock that initially underlie the Notes. The capped call transactions are expected to offset the potential dilution to Accolade’s common stock as a result of any conversion of the Notes, with such offset subject to a cap initially equal to $76.20 (which represents a premium of 100% over the last reported sale price of Accolade’s common stock on March 24, 2021). If the initial purchasers exercise their option to purchase additional Notes, Accolade expects to enter into additional capped call transactions with the option counterparties. In connection with establishing their initial hedges of the capped call transactions, Accolade has been advised that the option counterparties and/or their respective affiliates expect to enter into various derivative transactions with respect to Accolade’s common stock concurrently with or shortly after the pricing of the Notes and/or purchase shares of Accolade’s common stock concurrently with or shortly after the pricing of the Notes. This activity could increase (or reduce the size of any decrease in) the market price of Accolade’s common stock or the Notes at that time. In addition, the option counterparties and/or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to Accolade’s common stock and/or purchasing or selling Accolade’s common stock or other securities of Accolade in secondary market transactions following the pricing of the Notes and prior to the maturity of the Notes (and are likely to do so on each exercise date of the capped call transactions, which are expected to occur during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity date of the Notes, or following any termination of any portion of the capped call transactions in connection with any repurchase, redemption or early conversion of the Notes). This activity could also cause or avoid an increase or a decrease in the market price of Accolade’s common stock or the Notes, which could affect a noteholder’s ability to convert its Notes and, to the extent the activity occurs during any observation period related to a conversion of the Notes, it could affect the amount and value of the consideration that a noteholder will receive upon conversion of such Notes. In addition, if any of such capped call transactions fails to become effective, whether or not the offering of the Notes is completed, the option counterparty thereto may unwind its hedge positions with respect to Accolade’s common stock, which could adversely affect the value of Accolade’s common stock and, if the Notes have been issued, the value of the Notes. Neither the Notes, nor any shares of Accolade common stock issuable upon conversion of the Notes, have been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes, the common stock potentially issuable upon conversion of the Notes or any other securities, and will not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “intend,” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on Accolade’s expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this press release include statements regarding, among other things, the timing and completion of the offering and the capped call transactions, the potential effects of the capped call transactions and the use of proceeds of the offering. Many factors may cause differences between current expectations and actual results in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, market risks and uncertainties and the satisfaction of customary closing conditions for an offering of securities. These and other risks and uncertainties are described in Accolade’s filings with the SEC, including the risks described under the heading “Risk Factors” in Accolade’s most recently filed Quarterly Report on Form 10-Q, which should be read in conjunction with its financial results and forward-looking statements. Except as required by law, Accolade assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available. Investor Contact:Todd Friedman, Investor Relations, 484-532-5200, Todd.Friedman@accolade.com

  • Accolade Announces Preliminary Results for Fourth Quarter and Full Year of Fiscal Year 2021
    GlobeNewswire

    Accolade Announces Preliminary Results for Fourth Quarter and Full Year of Fiscal Year 2021

    SEATTLE, March 23, 2021 (GLOBE NEWSWIRE) -- Accolade, Inc. (Nasdaq: ACCD) today provided preliminary unaudited financial results for the fiscal fourth quarter and year ended February 28, 2021 (fiscal year 2021). Based on current information, the company expects to report revenue for the fiscal 2021 fourth quarter in the range of $56.9 million to $57.9 million and revenue for fiscal year 2021 in the range of approximately $168.0 million to $169.0 million. The company expects to report net loss for the fiscal 2021 fourth quarter in the range of $(7.1) million to $(5.6) million and net loss for fiscal year 2021 in the range of $(53.0) million to $(51.5) million. Adjusted EBITDA is expected to be in the range of $0.6 million to $2.1 million for the fiscal 2021 fourth quarter and in the range of $(29.0) million to $(27.5) million for fiscal year 2021. The increase in revenue is attributable primarily to growth in customers and member count and achievement of performance-related revenue. Improvement in Adjusted EBITDA is attributable primarily to the increase in revenue and lower than planned spending and hiring as a result of the Covid-19 pandemic. Accolade expects to report full financial results for the quarter and year ended February 28, 2021 on May 5, 2021 after market close. Set forth in this release are certain estimated preliminary financial results for the fourth quarter and fiscal year ended February 28, 2021. These estimates are based on the information available to us at this time. Our actual results may vary from the estimated preliminary results presented here due to the completion of our financial closing procedures, final adjustments and other developments that may arise between now and the time the financial results for the fiscal year ended February 28, 2021 are finalized. The estimated preliminary financial results have not been audited or reviewed by our independent registered public accounting firm. These estimates should not be viewed as a substitute for our full interim or annual financial statements. Accordingly, you should not place undue reliance on this preliminary data. Accolade preliminary results (totals in millions, unaudited) Three months ended February 28, 2021 Fiscal year ended February 28, 2021 LowHigh LowHighRevenue$56.9 $57.9 $168.0 $169.0 Net Loss$(7.1)$(5.6) $(53.0)$(51.5)Adjusted EBITDA$0.6 $2.1 $(29.0)$(27.5) Reconciliation of Net Loss to Adjusted EBITDA, a non-GAAP measure Three months ended February 28, 2021 Fiscal year ended February 28, 2021 LowHigh LowHighNet Loss$(7.1)$(5.6) $(53.0)$(51.5)Adjusted for: Interest expense, net -- 0.1 3.7 3.8 Income tax provision (0.1) 0.1 -- 0.2 Depreciation and amortization 2.0 2.2 8.1 8.3 Stock-based compensation 2.7 3.7 9.0 10.0 Acquisition and integration-related costs 1.9 2.2 1.9 2.2 Other expense 1.2 (0.6) 1.3 (0.5)Adjusted EBITDA$0.6 $2.1 $(29.0)$(27.5) Adjusted EBITDA is a non-GAAP financial measure that we define as net loss adjusted to exclude interest expense (net), income tax expense (benefit), depreciation and amortization, stock-based compensation, acquisition and integration-related costs and other expense. We believe Adjusted EBITDA provides investors with useful information on period-to-period performance as evaluated by management and comparison with our past financial performance. We believe Adjusted EBITDA is useful in evaluating our operating performance compared to that of other companies in our industry, as this measure generally eliminates the effects of certain items that may vary from company to company for reasons unrelated to overall operating performance. Adjusted EBITDA has certain limitations, including that it excludes the impact of certain non-cash charges, such as depreciation and amortization, whereas underlying assets may need to be replaced and result in cash capital expenditures, and stock-based compensation expense, which is a recurring charge. Adjusted EBITDA may also not be comparable to similarly titled measures of other companies because they may not calculate such measures in the same manner, limiting their usefulness as comparative measures. In evaluating Adjusted EBITDA, you should be aware that in the future we expect to incur expenses similar to the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by these expenses or any unusual or nonrecurring items. When evaluating our performance, you should consider Adjusted EBITDA alongside other financial performance measures, including net loss set forth in the reconciliation tables above and our other GAAP results. About Accolade Accolade provides personalized health and benefits solutions designed to empower every person to live their healthiest life. Accolade helps millions of people and their employers navigate the complexities of the healthcare system with empathy, expertise and through exceptional service while supporting them in lowering the cost of care and improving health outcomes. Accolade blends technology-enabled health and benefits solutions, specialized support from Accolade Health Assistants® and Clinicians and access to expert medical opinion services for high-cost treatment decisions. Accolade consistently receives consumer satisfaction ratings over 90 percent. For more information, visit Accolade on LinkedIn, Twitter, Instagram and Facebook and at www.accolade.com. Forward-Looking Statements This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements include statements regarding our future growth and our financial outlook. Forward-looking statements are subject to risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. Actual results may differ materially from the results predicted, and reported results should not be considered as an indication of future performance. In some cases, you can identify forward-looking statements because they contain words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “likely,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” “would,” or similar expressions and the negatives of those terms. Important risks and uncertainties that could cause our actual results and financial condition to differ materially from those indicated in the forward-looking statements include, among others, the risks described under the heading “Risk Factors” in Accolade’s most recently filed Quarterly Report on Form 10-Q, which should be read in conjunction with any forward-looking statements. All forward-looking statements in this press release are based on information available to Accolade as of the date hereof, and it does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law. Contact: Todd Friedman, Investor Relations, 484-532-5200, Todd.Friedman@accolade.com

  • Accolade Announces Private Offering of $250 Million Convertible Notes
    GlobeNewswire

    Accolade Announces Private Offering of $250 Million Convertible Notes

    SEATTLE, March 23, 2021 (GLOBE NEWSWIRE) -- Accolade, Inc. (Nasdaq: ACCD) (“Accolade”) announced today that it intends to offer, subject to market and other conditions, $250 million aggregate principal amount of convertible senior notes due 2026 (the “Notes”) in a private placement (the “offering”) to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). Accolade also intends to grant the initial purchasers of the Notes an option to purchase, within a 13-day period beginning on, and including, the date on which the Notes are first issued, up to an additional $37.5 million aggregate principal amount of the Notes. The Notes will be general unsecured obligations of Accolade and will accrue interest payable semiannually in arrears. The Notes will be convertible into cash, shares of Accolade’s common stock or a combination of cash and shares, at Accolade’s election. The interest rate, initial conversion rate and other terms of the Notes will be determined at the time of the pricing of the offering. Accolade expects to use a portion of the net proceeds from the offering to pay the cost of the capped call transactions described below. Accolade expects to use the remainder of any net proceeds for general corporate purposes, including working capital, operating expenses, capital expenditures, acquisitions and strategic investments. In connection with the pricing of the Notes, Accolade expects to enter into capped call transactions with one or more of the initial purchasers and/or their respective affiliates or other financial institutions (the “option counterparties”). The capped call transactions will cover, subject to customary adjustments, the number of shares of Accolade’s common stock that initially underlie the Notes. The capped call transactions are expected to offset the potential dilution to Accolade’s common stock as a result of any conversion of the Notes, with such offset subject to a cap. If the initial purchasers exercise their option to purchase additional notes, Accolade expects to enter into additional capped call transactions with the option counterparties. In connection with establishing their initial hedges of the capped call transactions, Accolade has been advised that the option counterparties and/or their respective affiliates expect to enter into various derivative transactions with respect to Accolade’s common stock concurrently with or shortly after the pricing of the Notes and/or purchase shares of Accolade’s common stock concurrently with or shortly after the pricing of the Notes. This activity could increase (or reduce the size of any decrease in) the market price of Accolade’s common stock or the Notes at that time. In addition, the option counterparties and/or their respective affiliates may modify their hedge positions by entering into or unwinding various derivatives with respect to Accolade’s common stock and/or purchasing or selling Accolade’s common stock or other securities of Accolade in secondary market transactions following the pricing of the Notes and prior to the maturity of the Notes (and are likely to do so on each exercise date of the capped call transactions, which are expected to occur during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity date of the Notes, or following any termination of any portion of the capped call transactions in connection with any repurchase, redemption or early conversion of the Notes). This activity could also cause or avoid an increase or a decrease in the market price of Accolade’s common stock or the Notes, which could affect a noteholder’s ability to convert its Notes and, to the extent the activity occurs during any observation period related to a conversion of the Notes, it could affect the amount and value of the consideration that a noteholder will receive upon conversion of such Notes. In addition, if any of such capped call transactions fails to become effective, whether or not the offering of the Notes is completed, the option counterparty thereto may unwind its hedge positions with respect to Accolade’s common stock, which could adversely affect the value of Accolade’s common stock and, if the Notes have been issued, the value of the Notes. Neither the Notes, nor any shares of Accolade common stock issuable upon conversion of the Notes, have been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes, the common stock potentially issuable upon conversion of the Notes or any other securities, and will not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. Forward-Looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “may,” “will,” “expect,” “intend,” and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on Accolade’s expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this press release include statements regarding, among other things, the timing, size, whether Accolade will enter into and the extent, and potential effects, of the capped call transactions, completion and use of proceeds of the proposed public offering. Many factors may cause differences between current expectations and actual results in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, market risks and uncertainties and the satisfaction of customary closing conditions for an offering of securities. These and other risks and uncertainties are described in Accolade’s filings with the SEC, including the risks described under the heading “Risk Factors” in Accolade’s most recently filed Quarterly Report on Form 10-Q, which should be read in conjunction with its financial results and forward-looking statements. Except as required by law, Accolade assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available. Contact: Todd Friedman, Investor Relations, 484-532-5200, Todd.Friedman@accolade.com